News & Analysis as of

Omnicare v Laborers District Council Securities Act of 1933 Section 11

A&O Shearman

New York Supreme Court Dismisses Securities Act Of 1933 Claims, Holding That Plaintiffs' Allegations Of Misleading Statements Are...

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On July 11, 2019, Justice Andrew Borrok of the New York State Supreme Court, County of New York, Commercial Division, dismissed a putative securities class action against a Brazilian based online retailer (the “Company”),...more

Mintz - Securities Litigation Viewpoints

Lending Club Decision Provides Guidance For Bringing Section 11 Claims Based on Weaknesses in Internal Controls

We have been following defendants’ motions to dismiss in the In re Lending Club Securities Litigation class action, No 3:16-cv-02627-WHA, in the United States District Court for the Northern District of California (“the...more

K&L Gates LLP

One Year Later: Omnicare’s Effect on Opinion Liability

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One year ago today, in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, 135 S.Ct. 1318 (2015), the Supreme Court created a new test for opinion liability under Section 11 of the Securities Act,...more

CMCP - California Minority Counsel Program

OMNICARE and its Implications

In the spring of this year, the Supreme Court issued its long-awaited decision in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, 135 S.Ct. 1318 (2015), resolving a circuit split regarding the...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Supreme Court: A Term-End Review"

As the U.S. Supreme Court’s 2014-15 term draws to a conclusion, the Court has resolved — or will resolve in a matter of days — several cases with potentially wide-reaching implications for a range of important policy and...more

Carlton Fields

After Omnicare: Opinion Statement Liability in SEC Registrations

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The U.S. Supreme Court in March provided important guidance on the support required for expressions of opinion or belief in registration statements. In Omnicare, Inc. v. Laborers District Council Construction Industry Pension...more

Parker Poe Adams & Bernstein LLP

Liability for Statements of Opinion–New Clarity from the Supreme Court

The U.S. Supreme Court’s recent decision in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund resolved a clear split in the federal courts of appeal regarding when statements of opinion may give...more

Wilson Sonsini Goodrich & Rosati

Implications of the U.S. Supreme Court Omnicare Decision

On March 24, 2015, the U.S. Supreme Court issued its decision in Omnicare, Inc., et al. v. Laborers District Council Construction Industry Pension Fund, et al., addressing when an issuer may be held liable for material...more

Manatt, Phelps & Phillips, LLP

Corporate Investigations & White Collar Defense - April 2015

It’s Stifling in Here! SEC Rules That Companies Can’t Put Restrictive Language in Confidentiality Agreements That Could Potentially Stifle Whistleblowers - Why it matters: On April 1, 2015, the SEC announced its...more

Dechert LLP

Three Top Considerations After Omnicare

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In Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, 575 U. S. ____ (2015), the Supreme Court clarified issuer liability under §11 of the Securities Act. Section 11 provides that issuers are...more

Sheppard Mullin Richter & Hampton LLP

United States Supreme Court Resolves Circuit Split Regarding Section 11 Claims Predicated Upon Allegedly Misleading Statements of...

In Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, No. 13-435, 2015 WL 1291916 (U.S. Mar. 24, 2015), the United States Supreme Court addressed the circumstances under which a claim alleging...more

BakerHostetler

Omnicare and the "Reasonable Investor" Standard for Statements of Opinion

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On March 24, 2015, the U.S. Supreme Court unanimously decided the closely followed case of Omnicare v. Laborers District Council Construction Industry Pension Fund concerning liability for false statements of opinion made in...more

Troutman Pepper

In Omnicare, Supreme Court Draws Distinction Between Factual Misstatements and Factual Omissions in Setting Standards for...

Troutman Pepper on

On March 24, the U.S. Supreme Court handed down its landmark decision in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund. The Court vacated the U.S. Court of Appeals for the Sixth Circuit’s...more

Bradley Arant Boult Cummings LLP

U.S. Supreme Court’s Omnicare Decision Examines Liability in Statements of Opinion

The United States Supreme Court in Omnicare, Inc., et al. v. Laborers District Council Construction Industry Pension Fund, et al., clarified standards for liability that a company issuing securities may face through...more

K&L Gates LLP

Supreme Court’s Omnicare Decision Muddies Section 11 Opinion Liability Standards

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The Supreme Court has a long history of rejecting expansive interpretations of implied private rights of action under Section 10(b) of the Securities Exchange Act. Most notably, since 1975, it rejected the argument that mere...more

Pillsbury Winthrop Shaw Pittman LLP

Supreme Court to Securities Issuers: Beware What You Omit When Stating Your Opinions

Deciding this Term’s big securities case, a unanimous Supreme Court held on March 24 that a statement of opinion does not become actionable under the “untrue statement of material fact” clause of section 11 of the Securities...more

Perkins Coie

Omnicare: Good and Bad News for Security Issuers Offering Statements of Opinion

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Securities issuers breathed a collective sigh of relief last week when the U.S. Supreme Court ruled in Omnicare Inc. et al. v. Laborers District Council Construction Industry Pension Fund et al. that Section 11 of the...more

Miller Canfield

But That’s Just, Like, Your Opinion, Man: U.S. Supreme Court Clarifies Executive Statement Liability Under Securities Law

Miller Canfield on

Statements of opinion do not constitute an “untrue statement of fact” if they turn out to be incorrect, the U.S. Supreme Court has ruled in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund,...more

King & Spalding

U.S. Supreme Court’s Omnicare Decision Leaves Open Narrowed Theory Of Liability For Statements Of Opinion Under Federal Securities...

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Can a public company violate the federal securities laws simply by expressing an opinion that turns out to be wrong? In 2013, the U.S. Court of Appeals for the Sixth Circuit startled the business community by recognizing just...more

Akin Gump Strauss Hauer & Feld LLP

High Court Announces New Standard for Opinion Statements

The U.S. Supreme Court found middle ground in Omnicare this week, holding that issuers’ statements of opinion issued in registration statements can be the basis for liability under Section 11 if either the speaker does not...more

Pierce Atwood LLP

OMNICARE: Supreme Court Clarifies Whether Statements of Opinion by Companies and their Executives are Actionable under the Federal...

Pierce Atwood LLP on

This week the Supreme Court resolved a split among federal appellate courts over whether a statement of opinion in a company’s registration statement can be actionable under Section 11 of the Securities Act of 1933 if the...more

Dorsey & Whitney LLP

This Week In Securities Litigation

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The Supreme Court handed down the Omnicare decision on Securities Act Section 11 liability for opinion statements this week. In a judgment joined by all nine Justices the Court reversed the Sixth Circuit, concluding that...more

Goodwin

Supreme Court Clarifies Liability Standard for Statements of Opinion in Securities Offering Registration Statements

Goodwin on

A common question under Section 11 of the Securities Act of 1933 is whether and under what circumstances an issuer’s statement of opinion or belief may give rise to liability. The Supreme Court recently held in Omnicare, Inc....more

Orrick, Herrington & Sutcliffe LLP

The Supreme Court's Omnicare Decision: Implications And Remaining Questions Regarding When Opinions Are Actionable Under The...

On March 24, 2015, the Supreme Court issued its much anticipated decision in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, No. 13-435, 2015 WL 1291916 (Mar. 24, 2015). With some significant...more

Morgan Lewis

Omnicare Decision Clarifies Grounds for Section 11 Liability

Morgan Lewis on

The Supreme Court holds that section 11 liability does not attach to a statement of opinion merely because the opinion is objectively false. On March 24, the US Supreme Court issued its highly anticipated decision in...more

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